公司治理问题的法学思考——对中国公司治理法律问题研究的回顾与展望

对公司治理相关问题的研究是近20年来学术界最为关注的热点问题之一,其研究范围涉及到经济学、法学、管理学、社会学等诸多领域。这一问题的研究成果直接推动了中国现代企业制度的建立和公司法的修改。以法学研究为切入点,从不同的视角,对国内多年来的公司治理相关研究成果予以条分缕析般的冷静审视和详尽评述,其内容涉及到公司治理的范畴与理念、公司治理的路径,以及公司治理研究中广受关注的公司章程、股东会决议瑕疵、董事会与董事、监事会、职工参与、中小股东利益保护等各个方面。并在此基础上,对未来公司治理研究的方法和重点进行了思考和展望。     

医师专家责任的新视点--兼从医学的角度出发

医疗纠纷是我国近年来的一个社会热点问题，突出表现为医患关系日趋紧张。确定医师的专家责任是解决医疗纠纷的关键，但这是个非常复杂的问题，不仅涉法律知识，而且涉及相关的医学知识。兼从医学角度出发来分析医师的专家责任．可寻求更准确地认定医师的专家责任，使患者的合法权益保护与医学技术发展得以平衡。     

医师专家责任的新视点--兼从医学的角度出发

医疗纠纷是我国近年来的一个社会热点问题,突出表现为医患关系日趋紧张。确定医师的专家责任是解决医疗纠纷的关键,但这是个非常复杂的问题,不仅涉法律知识,而且涉及相关的医学知识。兼从医学角度出发来分析医师的专家责任,可寻求更准确地认定医师的专家责任,使患者的合法权益保护与医学技术发展得以平衡。     

Sugaring off: enduring insights from long-term research on environmental governance

This article presents the results of an effort to identify the most important contributions I have been able to make in the course of a lifetime of thinking about the roles that social institutions play in governing human–environment relations. Some of the resultant propositions are general in the sense that they apply to environmental governance at all levels of social organization. Others are specific to the international level or to what we generally think of as international environmental governance. The basic message is that institutions are important determinants of human–environment relations but that they typically operate in conjunction with a variety of other drivers in a pattern best described as complex causation. As we move deeper into the Anthropocene, an era characterized by human domination of biophysical systems, the need to improve our understanding of environmental governance has become increasingly urgent.     

Legal liability and research ethics boards: the case of neuroimaging and incidental findings

Neuroimaging research covers a wide range of intriguing issues from revealing brain structures to investigating what happens in our brain when we lie. The field appears to be thriving, but skepticism and alertness to the various ethical, scientific, policy and philosophical challenges associated with it also appear to be on the rise. One particularly complex issue concerns what to do with incidental findings that emerge during the course of neuroimaging research. Research ethics boards (REBs) play a central role in research oversight. In this paper, we will consider some of the potential issues associated with REB liability in negligence in the context of incidental findings in neuroimaging research.     

Access and allocation in global biodiversity governance: a review

International Environmental Agreements: Politics, Law and Economics - Access and allocation is one of the five analytical themes of the science plan of the Earth System Governance (ESG) project....     

Allocation and architecture in climate governance beyond Kyoto: lessons from interdisciplinary research on target setting

The United Nations Framework Convention on Climate Change envisions that all countries will follow the principle of ‘common but differentiated responsibility’ in terms of their responsibility to protect the earth’s climate system. However, its concrete application has always been controversial. The Kyoto Protocol framed this allocation issue in terms of quantified emission reduction and limitation objectives (QERLOs) in its Annex B, but this also triggered the refusal of the United States to ratify the Protocol. This article identifies some of the problems associated with allocation, and its problems inter-linked with governance architecture, by examining the case of the allocation of reduction commitments for greenhouse gas emissions in the context of climate governance beyond 2012. Three broad criteria are used in the discussion, namely, responsibility, capability, and efficiency. Target numbers for individual countries differ with the criteria used, but they also differ even within the same criteria category, due to different ways these conceptual criteria are translated into quantitative calculation formulas. Sometimes this makes a large difference for individual targets. Our calculations using different criteria and formula to come up with medium-term targets for selected developed countries show that differences in results are caused by the choice of allocation principle, differences in allocation formula under a given allocation principle, and different calculation criteria used under a given allocation formula. Assumptions in modeling and the choice of data also affect results. Importantly, interests are often embedded explicitly or implicitly behind these different ideas. Although allocation and architecture seems to be different problems of governance at first glance, there is also a link between limited data availability for allocation calculations and the form of governance architecture proposed. This is an area where further scientific research is required.     

The relationship between corporate governance characteristics and credit risk exposure in banks: implications for financial regulation

This article analyses board structures in listed Danish banks in the years prior to the financial crisis by exploring the relationship between corporate governance characteristics and credit risk exposure. The article presents a novel approach as it relies on a newly developed risk metric entitled the “Supervision Diamond” introduced by the Danish FSA, which “external” board directors must address. It contains five thresholds for measuring a bank’s exposure to credit risks i.e. the proportion of large customers, lending growth, the ratio of lending/deposits, liquidity buffer and the proportion of real estate loans. By employing quantitative governance variables the article finds that increased executive director remuneration is associated with increased credit risk posed by the bank’s borrowers. On the other hand, increasing the number of executive/“inside” directors is associated with a lower credit risk exposure. It is argued that more “inside” directors on the executive board constitutes a stronger “checks and balance” system. The article also documents that the probability of obtaining state capital from the Danish credit bailout package is negatively related to larger boards as well as higher executive director remuneration. The policy implication is that financial authorities should be increasingly aware of insufficient corporate governance characteristics in order to prevent excessive credit risk exposure. Moreover, the article provides important insights on which corporate governance variables have a significant impact on a bank’s credit risk exposure. This knowledge is valuable for financial authorities/policy makers considering future regulatory initiatives and how they should administer bank monitoring.